UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 24, 2013
The Men’s Wearhouse, Inc.
(Exact name of registrant as specified in its charter)
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Texas |
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1-16097 |
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74-1790172 |
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(State or other jurisdiction |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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of incorporation) |
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6380 Rogerdale Road |
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Houston, Texas |
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77072 |
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(Address of principal executive offices) |
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(Zip Code) |
281-776-7000
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(a) On June 24, 2013, George Zimmer resigned from the Board of Directors of The Men’s Wearhouse, Inc. (the “Company”) effective immediately. Mr. Zimmer’s resignation follows the Company’s previous announcement that the Board of Directors of the Company terminated Mr. Zimmer from his position as Executive Chairman of the Company effective as of June 18, 2013.
Mr. Zimmer’s resignation stemmed from disagreements regarding recent Board decisions and the strategic direction of the Company. Please see Mr. Zimmer’s letter of resignation, which is filed herewith as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following exhibit is included in this Form 8-K:
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Exhibit |
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Description |
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99.1 |
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Letter of Resignation from George Zimmer dated June 24, 2013. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Date: June 25, 2013 |
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THE MEN’S WEARHOUSE, INC. | |
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By: |
/s/ KELLY M. DILTS |
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Kelly M. Dilts | |
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Senior Vice President and Chief Accounting Officer | |
Exhibit 99.1
FROM THE DESK OF
GEORGE ZIMMER
June 24, 2013
Board of Directors
The Men’s Wearhouse, Inc.
6100 Stevenson Blvd.
Fremont, California 94538
Dear Directors:
It is clear from the Board’s decision to terminate me from my role as Executive Chairman and my position as a senior management executive that the Directors have determined to avoid addressing my growing concerns with recent Board decisions and the strategic direction of the company I founded and successfully led for the past 40 years. Consequently, I am writing to submit my resignation from The Men’s Wearhouse Board of Directors, effective immediately.
The Board’s decision, however, cannot dampen my enthusiasm for all that has been accomplished since 1973. As the founder and still a major shareholder, I still care deeply about the company and its future. I leave The Men’s Wearhouse with a deep sense of pride for what the company has done for the benefit of our dedicated employees, loyal customers and shareholders to whose service I have been completely committed. Adherence to this guiding principle of servant leadership made The Men’s Wearhouse the great company it is today. I strongly encourage you to continue this culture into the future for the best interests of all the company’s stakeholders.
Sincerely,
/s/ GEORGE ZIMMER
George Zimmer